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HomeMy WebLinkAboutFFP BTM Solar LLC Energy Services Agreement Solar Fresno-Clovis Regional Water Treatment Plant 6.25.20 ° ®,00F0,2' ' G /75/7o2o CONFIDENTIAL AND PROPRIETARY ENERGY SERVICES AGREEMENT — SOLAR Fresno-Clovis Regional Water Treatment Plant This Energy Services Agreement ("Agreement") is made and entered into as of this ?% day of PNC. 2020 (or, if later, the latest date of a Party's execution and delivery to the other Party of this Agreement, the "Effective Date"), between FFP BTM SOLAR, LLC, a Delaware limited liability company ("Provider"), and City of Fresno, a California Municipal Corporation ("Purchaser"; and, together with Provider, each, a "Party" and together, the "Parties"). RECITALS A. Purchaser desires that Provider install and operate a solar photovoltaic system at the Premises (as hereafter defined) for the purpose of providing Energy Services (as hereafter defined), and Provider is willing to have the Installation Work performed by using one or more qualified contractors holding the appropriate licenses required in the jurisdiction where the System will be installed; B. Provider is in the business of designing, constructing, owning, financing, and operating solar photovoltaic systems for the purpose of selling power generated by the systems to its purchasers; C. The Charter for the Purchaser allows for cooperative purchase agreements for works of public improvement. The Purchaser is allowed to piggyback an existing government agency's agreement, under Fresno City Charter 1208; D. On July 19, 2017, the School Project for Utility Rate Reduction (SPURR) issued a Renewable Energy Aggregated Procurement (REAP) Program Request for Proposal (RFP), seeking prospective vendor terms and conditions for solar and energy storage projects. SPURR selected Provider for an award under the RFP. The RFP is attached hereto as Exhibit A and is incorporated herein by reference. The Parties agree that the Provider has entered into the Amended and Restated SPURR REAP Program Master Contract. (Original Government Contract); E. Provider and Purchaser acknowledged those certain General Terms and Conditions of Energy Services Agreement between FFP BTM Solar, LLC and Purchaser dated as of j1 plo c 25 , 2020 ("General Terms and Conditions"), which are incorporated by reference as set forth herein; and F. The terms and conditions of this Energy Services Agreement, excluding the General Terms and Conditions incorporated herein, constitute the "Special Conditions" referred to in the General Terms and Conditions. In consideration of the mutual promises set forth below, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: CONFIDENTIAL AND PROPRIETARY 1. Incorporation of General Terms and Conditions. The General Terms and Conditions are incorporated herein as if set forth in their entirety. 2. Initial Term. The initial term of this Agreement shall commence on the Effective Date and shall continue for Twenty (20) years from the Commercial Operation Date (as defined in the General Terms and Conditions), unless and until extended or terminated earlier pursuant to the provisions of this Agreement (the "Initial Term"). After the Initial Term, this Agreement may be renewed for an additional five (5) year term (a "Renewal Term"). At least one hundred and eighty (180) days, but no more than three hundred and sixty-five (365) days, prior to the expiration of the Initial Term, Provider shall give written notice to Purchaser of the availability of the Renewal Term. Purchaser shall have sixty (60) days to agree to continuation of this Agreement for the Renewal Term. Absent agreement to the Renewal Term this Agreement shall expire on the Expiration Date. The Initial Term and the subsequent Renewal Term, if any, are referred to collectively as the "Term". 3. Schedules. The following Schedules hereto are hereby incorporated into this Agreement: Schedule 1 Description of the Premises, System and Subsidy Schedule 2 Energy Services Payment Schedule 3 Early Termination Fee Schedule 4 Estimated Annual Production Schedule 5 Notice Information Schedule 6 Site Specific Information and Requirements Schedule 7 Specific Items for Scope of Work Schedule 8 Site Diagram 4. Privacy. Purchaser acknowledges that the System may collect certain information about Purchaser's electricity usage and the System performance. Such information may be stored and processed in the United States or any other country in which Provider or its third-party service providers, or its or their respective affiliates, subsidiaries, or service providers, maintain facilities. Purchaser consents to any such transfer of information outside of Purchaser's country. 5. Miiestone Dates. 5.1 The Guaranteed Construction Start Date is 730 days from Effective Date provided that the Local Electric Utility is prepared to begin its construction on any required utility, (distribution or transmission), upgrades, if any. In the event that the Local Electric Utility is not prepared to commence construction on required upgrades, if any are required, Provider will be allowed a day for day extension to the Guaranteed Construction Start Date, as defined in the General Terms and Conditions between the Parties. 2 CONFIDENTIAL AND PROPRIETARY 5.2The Guaranteed Commercial Operation Date is 550 days from Guaranteed Construction Start Date. 6, Purchase Requirement: EneMy Services Payment. "Energy Services" means the supply of electrical energy output from the System and any associated reductions in Purchaser's peak demand from its Local Electric Utility. Purchaser agrees to purchase 100% of the Energy Services generated by the System and made available by Provider to Purchaser during each relevant month of the Term, up to a maximum of 110% of Estimated Annual Production, as defined in Schedule 4. While the Energy Services are calculated and billed on a per kWh basis as set forth in Schedule 2 of these Special Conditions, they represent a package of services and benefits. 7. Estimated Annual Production. The annual estimate of electricity generated by the system for each year of the initial term is set as forth in Schedule 4 of the Special Conditions ("Estimated Annual Production"). Within sixty (60) days of each annual anniversary of the Commercial Operation Date, Provider will provide a statement to Purchaser that shows the actual annual kWh production from the System for the Term Year, the Estimated Annual Production, and the Minimum Guaranteed Output (defined below). 8. Minimum Guaranteed Output. If the System fails to generate at least 95% of the Estimated Annual Production for a full Term Year (such amount, the "Minimum Guaranteed Output"), other than as a result of the acts or omissions of Purchaser or the Local Electric Utility (including a Disruption Period), or an Event of Force Majeure, Provider shall credit Purchaser an amount equal to Purchaser's Lost Savings on the next invoice or invoices during the following Term Year. The formula for calculating Lost Savings for the applicable Term Year is as follows: Lost Savings = (MGO*WPR -AE) x RV MGO = Minimum Guaranteed Output, as measured in total kWh, for the System for the applicable Term Year. WPR = Weather Performance Ratio, measured as the ratio of the actual insolation over typical (pro-forma) insolation. Such Weather Performance Ratio shall only apply if the ratio is less than 1.00. AE = Actual Electricity, as measured in total kWh, delivered by the System for the Term Year plus the estimated lost energy production during a Disruption Period. RV = (ATP - kWh Rate) ATP = Average tariff price, measured in $/kWh, for the Term Year paid by Purchaser with respect to the Premises. This price is determined by dividing the total cost for delivered electricity, including all charges associated with such electricity howsoever named, including, without 3 CONFIDENTIAL AND PROPRIETARY limitation, charges for distribution, transmission, demand, and systems benefits, paid to the Local Electric Utility during the applicable Term Year by the total amount of delivered electricity by the electric utility during such Term Year. kWh Rate = the kWh Rate in effect for the applicable Term Year(s), measured in $/kWh. If the RV is zero or less, then no Lost Savings payment is due to Purchaser. Any Lost Savings payment shall occur no later than sixty (60) days after the end of the Term Year during which such Lost Savings occurred. By way of example only, the Lost Savings would be as follows with the following assumptions: Lost Savings [Year 5] _ (4,504,498 [MGO*WPR—AE]) x 0.0301 [RV] _ $135,585 MGO = 32,351,529 kWh [Year 5 Estimated Production x 95%] WPR = 0.98 [Assumes insolation slightly less than pro-forma] AE = 27,200,000 kWh [Assumes actual delivery of 27,200,000 kWh and no Disruption Period] RV = $0.0301 [Year 5 ATP —Year 5 kWh Rate] ATP = $0.09 [Assumes all-in tariff rate in Year 5] kWh Rate = $0.0599 [Year 5 kWh Rate set forth in Schedule 2] 9. Allowed Disruption Time. Notwithstanding the provisions in Section 4.3 of the General Terms and Conditions to the contrary, during years 4 through 20 (but not years 1 through 3) of the Term, Purchaser shall be afforded a one-time allocation of fifteen (15) days which may be used consecutively or in separate periods of at least twenty-four (24) hours each ("Allowed Disruption Time") during which the System shall be rendered non-operational. Purchaser shall not be obligated to make payments to Provider for electricity not received during the Allowed Disruption Time, nor shall Purchaser be required to reimburse Provider for any other lost revenue during the Allowed Disruption Time, including any lost revenue associated with any reduced sales of Environmental Attributes, and Provider shall be credited for the estimated lost production the System would have produced during such Allowed Disruption Time toward satisfaction of its Minimum Guaranteed Output, as set forth in Section 8 of the Special Conditions, such estimated lost production to be calculated in the same manner as set forth in Section 4.3 of the General Conditions. 4 CONFIDENTIAL AND PROPRIETARY 10. Sunlight Access. Purchaser will take all reasonable actions as necessary to prevent other buildings, structures or flora from overshadowing or otherwise blocking access of sunlight to the System. 11. Use of System. Purchaser will not use electrical energy generated by the System for the purposes of heating a swimming pool within the meaning of Section 48 of the Internal Revenue Code. Si natures follow on the next pameA. 5 CONFIDENTIAL AND PROPRIETARY IN WITNESS WHEREOF and in confirmation of their consent to the terms and conditions contained in this Agreement and intending to be legally bound hereby, Provider and Purchaser have executed this Agreement as of the Effective Date. PROVIDER: PURCHASER: FFP BTM SOLAR, LLC CITY OF FRESNO, A California municipal corporation By: By: Michael CarbaJal, Dir ctor Name: Department of Public Utilities Title: �fo� in (If corporation or LLC., Board Chair, APPROVED AS TO FORM- Pres. or Vice Pres.) DOUGLAS T. SLOAN Date: City Attorne • By: c�JzsJ2-0xb By: Dui Date Name: Deputy City Attorney Title: ATTEST: �Cr �CAI�-I YVONNE SPENCE, CRM MMC (if corporation or L C., CFO, Treasurer, Secretary qr Assistant Secretary) City Clerk Date: U -LS3 By: �o Date Deputy 6 CONFIDENTIAL AND PROPRIETARY SCHEDULES I. Schedule 1 - Description of the Premises System and Subsidy A. Premises Assessor's Parcel Numbers: 327-030-38T & 327-030-41 T Site diagram attached: X Yes ❑No B. Description of Solar Behind the meter ground-mounted solar System Solar System Size: 17,053.7 kW (DC) (this is an estimate (and not a guarantee) of the System size; Provider may update the System Size prior to the Commercial Operation -Date-) C. Anticipated Subsidy or $0 Rebate II. Schedule 2- Energy Services Payment Purchaser shall pay to Provider a monthly payment (the "Enemy Services Payment") for the Energy Services provided by the System during each calendar month of the Term equal to the product of (x) Actual Monthly Production for the System for the relevant month multiplied by (y) the kWh Rate. The "Actual Month1V Production" means the amount of energy recorded by Provider's metering equipment during each calendar month of the Term. The kWh Rate with respect to the System under this Agreement shall be in accordance with the following schedule: PPA Rate Table Term kWh Rate Term $/kWh Year ($/kWh) Year Rate ($/kWh) 1 $0.0599 11 $0.0599 2 $0.0599 12 $0.0599 3 $0.0599 13 $0.0599 4 $0.0599 14 $0.0599 5 $0.0599 15 $0.0599 6 $0.0599 16 $0.0599 7 $0.0599 17 $0.0599 8 $0.0599 18 $0.0599 7 CONFIDENTIAL AND PROPRIETARY 9 $0.0599 19 $0.0599 10 $0.0599 20 $0.0599 Distribution, Transmission and Electrical Infrastructure Upgrades. Within thirty (30) days of receipt of notice from the Local Electric Utility of distribution, transmission, and electrical infrastructure upgrade costs required by the Local Electric Utility, Purchaser will provide written notice (email is acceptable) to Provider of Purchaser's election of one of the following options: a. Purchaser will bear all the distribution, transmission, and electrical infrastructure upgrade costs, and the kWh Rates stated in the PPA Rate Table will remain unchanged. Purchaser shall make payments directly to the Local Electric Utility in accordance with the requirements of the Local Electric Utility. b. For every $0.01 per watt DC of such distribution, transmission, or electrical infrastructure upgrade costs, the kWh rate in the PPA Rate Table will increase $0.000583 per kWh, with a maximum kWh rate increase of $0.0205 per kWh. Provider shall then be responsible for all associated costs and payments. c. If distribution, transmission, or electrical infrastructure upgrades are required and exceed the maximum kWh increase of $0.0205 per kWh, then ForeFront Power has the option to terminate this Agreement. Scope Changes (ITC Eligible). If changes in project scope occur that are eligible for the Federal Investment Tax Credit (including but not limited to adverse geotechnical conditions or the inclusion of spare conduit) and the costs directly related to such changes go beyond those contemplated as part of the development and implementation of the System in this Agreement, Provider will provide reasonable documentation demonstrating the direct and actual time and materials costs relating to such costs to Purchaser. Within thirty (30) days after Purchaser receives such documentation, Purchaser will provide written notice to Provider of Purchaser's election of one of the following options: a. Purchaser will bear all of the reasonably documented scope change costs, and the kWh rate as stated in Table 1 will remain unchanged. b. For every $0.01 per watt DC of such costs, the kWh rate in Table 1 will increase $0.000365 per kWh, with an additional maximum kWh rate increase of $0.0022 per kWh. Provider shall then be responsible for all associated costs and payments. Scope Changes (Non-ITC Eligible). If changes in project scope occur that are not eligible for the Federal Investment Tax Credit (including but not limited to ADA compliance costs not related to System configuration or construction) and the costs directly related to such changes go beyond those contemplated as part of the development and implementation of the System in this Agreement, Provider will provide reasonable documentation demonstrating the direct and actual time and materials costs relating to such costs to Purchaser. Within thirty (30) days after Purchaser receives such documentation, Purchaser will provide written notice to Provider of Purchaser's election of one of the following options: 8 CONFIDENTIAL AND PROPRIETARY a. Purchaser will pay the entire amount of such associated costs, and the kWh rate as stated in the PPA Rate Table will remain unchanged. b. For every $0.01 per watt DC of such associated costs, the kWh rate in the PPA Rate Table will increase $0.000487 per kWh, with an additional maximum kWh rate increase of $0.0029 per kWh. Provider shall then be responsible for all associated costs and payments. 9 CONFIDENTIAL AND PROPRIETARY III. Schedule 3 — Early Termination Fee The Early Termination Fee with respect to the System under this Agreement shall be calculated in accordance with the following: Early Column 1a Column 1b Termination Early Termination Fee Expected Occurs in where Purchaser does Termination Fee Year: not take Title to the based on System System ($NVdc including Size**/*** costs of removal)*** 1* $2.33 $39,644,687 2 $1.97 $33,603,154 3 $1.88 $32,022,032 4 $1.78 $30,442,078 5 $1.69 $28,854,714 6 $1.60 $27,263,834 7 $1.58 $26,993,941 8 $1.57 $26,724,319 9 $1.55 $26,446 806 10 $1.53 $26,165,039 11 $1.52 $25,878,799 12 $1.50 $25,591,754 13 $1.48 $25,296,177 14 $1.46 $24,995,421 15 $1.45 $24,689,214 16 $1.43 $24,380,895 17 $1.41 $24,063,190 18 $1.39 $23,739,136 19 $1.37 $23,408,387 20 $1.35 $23,073,920 Purchase Date Occurs Column 2a Column 2b on the 91st day Early Termination Expected following: Fee where Purchaser Termination Fee (Each "Anniversary" takes Title to the based on System below shall refer to the System Size**/*** anniversary of the ($/Wdc, does not Commercial Operation include costs of Date) removal)*** 5 Anniversary $1.10 $18,736,964 6F-A-nniversary $1.08 $18,467,071 7�Anniv�ersary $1.07 $18,197,449 F-A-nniversary $1.05 $17,919,936 10 CONFIDENTIAL AND PROPRIETARY 9 Anniversary $1.03 $17,638,169 10t Anniversary $1.02 $17,351,929 11 Anniversary $1.00 $17,064,884 12' Anniversa ry $0.98 $16,769,307 { 13"Anniversary $0.96 $16,468,551 14 Anniversary $0.95 $16162,344 15 Anniversa $0.93 $15,854,025 16 Anniversa $0.91 $15,536,320 17t"Anniversary $0.89 $15,212,266 18` Anniversary $0.87 $14,881,517 191 Anniversa $0.85 $14,547,050 At Expiration (the end of the Initial Term), the amount in Column 1 shall be deemed to be zero (0). *Includes Early Termination prior to the Commercial Operation Date. **Based on System Size as of the Effective Date. System Size (and therefore Columns 1 b and 2b will change upon System Size change). *** The Early Termination Fee for Column 1 shall be calculated in accordance with and subject to Sections 2.2(a), 11.2(b), and 11.3 of the General Conditions, as applicable. The Early Termination Fee for Column 2 shall be calculated in accordance with and subject to Section 2.3 of the General Conditions. IV. Schedule 4— Estimated Annual Production Estimated Annual Production commencing on the Commercial Operation Date with respect to System under this Agreement shall be as follows: Term Estimated Term Estimated Year Production (kWh) Year Production (kWh) 1 34,743,926 11 33,045,300 2 34 570,206 12 32,880,073 3 34,397,355 13 32,715,673 4 34,225,368 14 32,552,094 5 34,054,241 15 32,389,334 6 33,883,970 16 32,227,387 7 33,714,550 17 32,066,250 8 33,545,977 18 31,905,919 9 33,378,248 19 31,746,389 10 33,211,356 20 31,587,657 The values set forth in the table above are estimates (and not guarantees), of approximately how many kWhs are expected to be generated annually by the System assuming the System size indicated in Schedule 1 and based on initial System designs. Provider may deliver to Purchaser an updated table on or about the Commercial Operation Date based on the actual System size and design. 11 CONFIDENTIAL AND PROPRIETARY V. Schedule 5 — Notice Information Purchaser: Provider: City of Fresno FFP BTM Solar, LLC Department of Public Utilities c/o Forefront Power, LLC Attn: Director of Public Utilities Attn: Director, Energy Services 2600 Fresno Street, Room 4019 100 Montgomery St., Suite 725 Fresno, CA 93721 San Francisco, CA 94104 With a copy to FFP BTM Solar, LLC c/o Forefront Power, LLC Attn: Legal Department 100 Montgomery St., Suite 725 San Francisco, CA 94104 Email: FPLegal@forefrontpower.com Financing Party: [To be provided by Provider when known] VI. Schedule 6 — Site Specific Information and Requirements In accordance with Section 7.2(f) of the General Terms and Conditions, the following information references any known restrictions on the use of the Premises for the construction, ownership, use and operation of the System, including any land use restrictions, known underground structures or equipment, or limitations arising under permits or applicable law, as well as any additional Environmental Documents, reports or studies in the possession or control of the Purchaser, which shall each have been delivered to Provider as of the Effective Date: Type of Information Information Delivered to Provider as of the Effective Date Phase I environmental site Not Applicable assessment Reports on site sampling (soil or Not Applicable _groundwater) Land use restrictions imposed by [Not Applicable governmental authorities 12 CONFIDENTIAL AND PROPRIETARY Type of Information Information Delivered to Provider as of the Effective Date Lease restrictions on proposed solar Not Applicable installation Cleanup plan, corrective action plan Not Applicable or permits applicable to Premises J Open spill reports or unresolved Not Applicable release reports Known underground storage tanks, Not Applicable foundations, utilities Utility easements or public rights of Not Applicable way Completed closure or"cap" on Not Applicable buried waste or other materials Systems in place for extracting and Not Applicable collecting methane, groundwater or leachate Subject to the control of a trustee, Not Applicable group of entities or entities other than landlord and/or Purchaser —1 VII. Schedule 7 —Specific Items for Scope of Work 7.1 All System structures shall be permitted through the authority having jurisdiction as ground mounted structures. Provider shall obtain permits on behalf of the project(s), including building department, structural, grading, and/or electrical permits as required. Provider assumes that existing Conditional Use Permits can be amended to include the Project. 7.2 Provider and Purchaser have conducted an environmental analysis pursuant to the requirements of CEQA, to be approved by Purchaser as Lead Agency. In the event there are subsequent discretionary approvals necessary to implement the project, which require additional environmental assessment, Provider will prepare any necessary assessment pursuant to the requirements of CEQA. Purchaser shall be responsible for the cost of any additional assessments and any mitigation required by those additional assessments and/or discretionary approvals. As such scope and costs are determined, Provider shall work with Purchaser in good faith to determine a mutually-acceptable solution for Purchaser to pay such additional costs, if any, including potentially an increase in the kWh rate in Schedule 2. Additionally, the Construction Start date shall be extended on a day for day basis for delays associated with subsequent mitigations. 7.3 Provider shall obtain a Conditional Use Permit for the project. If required, Provider shall not be responsible for the cost of any visual screening requirements, including but not limited to landscaping and fence slats, resulting from the permitting process. Provider shall work with Purchaser in good faith to determine a mutually- 13 CONFIDENTIAL AND PROPRIETARY acceptable solution for Purchaser to pay such additional costs, if any, including potentially an increase in the kWh rate in Schedule 2. 7.4 Fencing shall be 6' tall chain link, without barbed wire. Provider will determine the number of gates that are to be installed on the perimeter fencing, and such location(s) will be indicated on Provider's drawings and plan submittals to Purchaser. 7.5 Provider intends to interconnect the System to Purchaser-owned 12.47 kV service conductors at a mutually agreeable location. Provider assumes that the existing conductors and service equipment are sufficiently capable of accepting the additional electrical load of the System. Provider shall not bear responsibility for any required upgrades to the Purchaser's pre-existing electrical system and infrastructure. Provider shall work with Purchaser in good faith to determine a mutually-acceptable solution for Purchaser to pay such additional costs, if any, including potentially an increase in the kWh rate by exercising the Scope Changes (Non-ITC Eligible) rates in Schedule 2. 7.6 Provider shall be responsible for all fees associated with the interconnection application, except that Provider shall not be responsible for transmission, electrical infrastructure, or distribution upgrades determined necessary by the Local Electric Utility. Provider shall work with Purchaser in good faith to determine a mutually- acceptable solution for Purchaser to pay such additional costs, if any, including potentially an increase in the kWh rate by exercising the Distribution, Transmission, and Electrical Infrastructure Upgrades rates in Schedule 2 7.7 Provider assumes that soil conditions are class 3 soils, and not such soils that are rocky, sandy, contaminated, ground water, caving, or otherwise have problematic construction limitations, including liquefaction. If soil conditions prove to be other than class 3 soils, Provider shall not be responsible for such additional expenses as a result of additional subterranean geotechnical work including boring, trenching as well as increased foundation requirements for the solar racking and/or equipment pads. As such scope and costs are determined, Provider shall work with Purchaser in good faith to determine a mutually-acceptable solution for Purchaser to pay such additional costs including potentially an increase in the kWh rate by exercising the Scope Changes (ITC Eligible) rates in Schedule 2 7.8 Provider assumes a balanced site. Any spoils that result from the installation of the System are assumed to be spread on site. Provider shall not be responsible for exporting soils. Provider shall work with Purchaser in good faith to determine a mutually-acceptable solution for Purchaser to pay any such additional costs including potentially an increase in the kWh rate by exercising the Scope Changes (Non-ITC Eligible) rates in Schedule 2. 7.9 Provider assumes that existing grade is level and that no grading is required in support of System installation. 14 CONFIDENTIAL AND PROPRIETARY 7.10 Provider assumes that no more than 18 inches of effluent discharge will encroach into the system area, and that any and all discharge will not be toxic, hazardous or cause any environmental issue or constraint. The Parties agree that the Provider is not responsible to mitigate any discharge into the System area. 7.11 Provider does not intend to use PVC coated rigid conduits, nor concrete encased conduits. 7.12 Provider assumes that there is a water source on site, and available for Provider's use. 7.13 Provider assumes Risk Level I Best Management Practices as it relates to relevant Stormwater Protection Plan assumptions for the installation of the System. 7.14 Provider will execute a Phase I Environmental Site Assessment, in accordance with ASTM e1527. Provider assumes that there are no Recognized Environmental Conditions, Historical Recognized Environmental Conditions or de minimis concerns associated with the Project Site. 7.15 Provider agrees to construct the System in no more than 1 construction phase, and that Provider will be allowed ample space to store material on site. 7.16 Provider shall be responsible for all inspection and inspector costs associated with the installation of the system. 7.17In the event the Local Electric Utility requires electrical infrastructure upgrades, Purchaser shall bear responsibility for the full scope of required upgrades to the Purchaser's electrical system and infrastructure. Provider shall work with Purchaser in good faith to determine a mutually-acceptable solution for Purchaser to pay such additional costs, if any, including potentially an increase in the kWh rate by exercising the Scope Changes (Non-ITC Eligible) rates in Schedule 2. 15 Q O ° 3 { oo a o Ln 'L_CL W lJ35I{ a aq� J Q F- Z G g . o� G Ski S Y _ AD`�^ a. 1k V/ t 00 0 N X 3 o U Y j